Starring:Belén Rueda as LauraFernando Cayo as CarlosGeraldine Chaplin as AuroraMontserrat Carulla as BenignaMabel Rivera as PilarAndrés Gertrúdix as AndrésRoger Príncep as Simón

100 Minutes(Rated R for some disturbing content.)-------------------------------------------------------------------------On the heels of last year's great film "Pan's Labyrinth," "The Orphanage" may seem like it's a copy-it even has the "Pan's" director labeled as a producer to boot-but this is a very different movie, although equally, and equally something to be seen in two ways-one as a nice and happy fantasy story, and another as being a dark and dreary fairy tale horror story. Or it could be seen as both, which is the way I like to see it. Something dark and depressing, but also filled with a certain amount of hope. One thing that makes "The Orphanage" more amazing than it is is that this is the first film by both the director Juan Antonio Bayona, and the screenwriter Sergio G. Sánchez. Sanchez is filled with many tricks up his sleeve, and his script does call influence from films like "Rosemary's Baby" and "Poltergeist." And Bayona directs with a certain amount of skill-mastering creepy atmosphere, interesting motifs and ways to deliver scares, and manages to direct some amazing performances, especially by actress Belén Rueda.

Rueda plays Laura, who grew up in an orphanage before managing to get adopted somewhere else. Years later she has bought the orphanage and is living there with her husband and her HIV positive adopted son, Simon-but her son knows nothing of that. Laura plans on getting five more children to add to the home. When Simon ends up making a whole bunch of friends who are invisible, and then ends up missing during the big adoption day, Laura becomes convinced that these friends she thought were imaginary are real and have taken Simon for some reason. She ends up contacting a medium-played by Geraldine Chaplin in a great role-to try and figure out the secrets of the orphanage and to find her son.

Now story wise, this is really a standard haunted house story on one level. And the house ends up being a quite interesting character on its own. The script has several spooky scenes, and none of that silly cat jumps out of a closet, or man suddenly appears in mirror jump scenes. The scares here are not forceful and strong, but quietly and eerie. Something will flutter on the screen or in the background and then the scene will continue-the music does not focus on that creepy thing we just saw, and the scene is not founded on it, but we know that something strange is clearly going on. It isn't until the ending until you realize that this is really a fork in the road type of film as far as genre is concerned. We have a ghost story, we have this haunted house genre piece, and we have this fantasy ending, similar to "Peter Pan"-which is referenced several times though out. And then we have the darker side-a story of a woman that is crazy, and constantly haunted by tragedy. Are the ghosts something that she is making up because she is in denial about her son dying? Or is the house really haunted and her son is in danger?

We are kept guessing constantly, and Rueda plays both levels with brilliance-she manages to convince us that there is a ghost problem, but at the same time appears subtly crazy. We never go overboard with the insanity portion, and in a weaker film with a worse script there would be more influence by the husband character in trying to get her help. "The Orphanage" does not drag with petty B-movie subplots like that, and instead we actually get to the point. This is easily a film with the most actual clean scares that I've seen in a while, and joins the upcoming "The Poughkeepsie Tapes" as two of the best horrors in the last few years.